SOHO NOTES REGISTRATION
SOHO NOTES PLUS

Copies of the preliminary prospectus and the prospectus, once available, can be obtained from Piper Sandler & Co. The offering is being made only by means of a preliminary prospectus.

SOHO NOTES REGISTRATION

The Notes may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The offering is being conducted as a public offering under the Company’s and the Operating Partnership’s jointly filed registration statement on Form S-11, which has been filed with the Securities and Exchange Commission (“SEC”) (File Nos. and Janney Montgomery Scott are acting as joint book-running managers for the offering. In addition, the Operating Partnership will use a portion of the net proceeds from the sale of the Notes to fund the deposit of one year of interest payments into a reserve account from which the first four quarterly payments on the notes will be paid, and intends to use the remaining net proceeds from sale of the Notes, if any, for general corporate purposes.

SOHO NOTES PLUS

The Operating Partnership intends to use the net proceeds from the offering to further strengthen our balance sheet, including repaying $20.0 million of outstanding secured indebtedness under our secured notes issued to KWHP SOHO, LLC and MIG SOHO, LLC, plus any accrued but unpaid interest and any make-whole amounts or premium then due and payable on such secured debt, which we estimate to be approximately $9.7 million. The Operating Partnership has applied to list the Notes on the NASDAQ® Global Market under the symbol “SOHOL.” The Operating Partnership expects to grant to the underwriters a 30-day option to purchase up to an additional 15% of the Notes being offered to cover over-allotments, if any, at the public offering price. The Notes will be fully and unconditionally guaranteed by the Company. (NASDAQ: SOHO) (the “Company”) today announced that its operating partnership, Sotherly Hotels LP, a Delaware limited partnership (the “Operating Partnership” and, together with the Company, “we”, “us” and “our”), has commenced an underwritten public offering of its senior unsecured notes (the “Notes”), subject to market and other conditions. 20, 2021 (GLOBE NEWSWIRE) - Sotherly Hotels Inc.

Soho notes